REG - Wheaton Precious Met - Acquisition of Streams from Orion Mine Finance

Wheaton Precious MetalsAnnouncement

16/11/2023 07:00

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RNS Number : 6057T  Wheaton Precious Metals Corp.  16 November 2023

 
November 15, 2023
Vancouver, British Columbia

 
 
 
 

 

Wheaton Precious Metals Announces the Acquisition of Existing Streams from
Orion Mine Finance Including the Platreef and Kudz Ze Kayah Projects, and
Enters into a New Stream on the Curraghinalt Project

 

Vancouver, British Columbia - Wheaton Precious Metals™ Corp. ("Wheaton" or
the "Company") is pleased to announce Wheaton and its wholly-owned subsidiary,
Wheaton Precious Metals International Ltd. ("Wheaton International") have
entered into a definitive agreement with certain entities advised by Orion
Resource Partners ("Orion") to acquire existing streams in respect of Ivanhoe
Mines' Platreef Project (the "Platreef Streams") and BMC Minerals' Kudz Ze
Kayah Project (the "Kudz Ze Kayah Streams"). In addition, Wheaton
International has entered into a new precious metals purchase agreement for a
gold stream in respect of Dalradian Gold's Curraghinalt Project (the
"Curraghinalt Stream").

 

"The acquisition of these diverse, high-quality streams fits seamlessly into
our portfolio of high-margin, low-cost assets, with near-term production from
Platreef significantly adding to our already robust growth profile," said
Randy Smallwood, Wheaton's President and Chief Executive Officer. "This
Project has been significantly de-risked given the advancement of construction
and development and is forecast to deliver significant precious metals
production to Wheaton, commencing next year. We are also very impressed with
Ivanhoe's progress in working with the community and other stakeholders as it
rapidly advances the Project towards production."

 

Closing of the acquisition of the Platreef, Kudz Ze Kayah and Curraghinalt
Streams is subject to typical terms and conditions and anticipated to occur
within the fourth quarter of 2023 or early first quarter of 2024.

 

Transaction Details

(All values in US$ unless otherwise noted)

§ Consideration: Wheaton and Wheaton International will pay up to a total
upfront cash consideration of $530 million as follows:

o  $450 million will be paid to Orion on the closing of the acquisition of
the Platreef Streams and Kudz Ze Kayah Streams, with an additional $5 million
contingency payment in respect of the Kudz Ze Kayah Stream; and

o  $20 million will be paid to an affiliate of Dalradian Gold on an early
deposit basis relative to the Curraghinalt Stream, with an additional $55
million being paid during construction of the Curraghinalt Project, subject to
various customary conditions being satisfied.

 

 

Platreef Project (majority owned by Ivanhoe Mines, the "Platreef Streams")

§ Location: Located approximately 280 kilometres ("km") north-east of
Johannesburg, in the Limpopo province of South Africa

§ Streamed Metals:

o  Under the Platreef Project gold stream agreement, Wheaton International
will be entitled to purchase 62.5% of the payable gold until a total of
218,750 ounces ("oz") of gold has been delivered to Wheaton International
under the gold stream 1  (#_ftn1) , at which point Wheaton International will
be entitled to purchase 50% of the payable gold production until a total of
428,300 oz of gold has been delivered to Wheaton International under the gold
stream, at which point Wheaton International will be entitled to purchase
3.125% of the payable gold production if certain conditions are met.

o  In addition, under the Platreef Project palladium and platinum streams
agreement, Wheaton International will purchase 5.25% of the payable palladium
and platinum until a total of 350,000 oz of combined palladium and platinum
have been received, at which point the stream will be reduced to 3.0% of the
payable palladium and platinum production until 485,115 oz have been
delivered, at which point the stream will be reduced to 0.1% of the payable
palladium and platinum production if certain conditions are met.

§ Production Profile(2): Attributable production is forecast to average over
13,000 oz of gold and 8,500 oz of each of palladium and platinum per year for
the first ten years of production, increasing to over 24,000 oz of gold and
13,500 oz of each palladium and platinum per year for the following ten years
of production.

§ Production Payments:

o  Under the Platreef Project gold stream agreement, Wheaton International
will make ongoing payments for the gold ounces delivered equal to $100/oz
until a total of 428,300 oz of gold have been delivered under the gold stream,
increasing to 80% of the spot price of gold thereafter.

o  Under the Platreef Project palladium and platinum streams agreement,
Wheaton International will make ongoing payments for the palladium and
platinum ounces delivered equal to 30% of the respective spot prices until
485,115 combined ounces have been received, increasing to 80% of the spot
price of palladium and platinum thereafter.

§ Incremental Reserves and Resources(2):

o  The addition of the Platreef gold stream will increase Wheaton's total
estimated Proven and Probable gold reserves by 0.67 million ounces ("Moz"),
Measured and Indicated gold resources by 0.07 Moz, and Inferred gold resources
by 0.13 Moz.

o  The addition of the Platreef palladium stream will increase Wheaton's
total estimated Proven and Probable palladium reserves by 0.35 Moz, Measured
and Indicated palladium resources by 0.01 Moz, and Inferred palladium
resources by 0.02 Moz.

o  The addition of the Platreef platinum stream will increase Wheaton's total
estimated Proven and Probable platinum reserves by 0.34 Moz, Measured and
Indicated platinum resources by 0.01 Moz, and Inferred platinum resources by
0.02 Moz.

§ Other Considerations:

o  The Platreef Project is fully permitted and currently under construction,
with commercial production expected in Q4 2024.

o  Sustainability Considerations:

§ Ivanhoe signed an offtake agreement with the Mogalakwena Local Municipality
(MLM) to provide local, treated water to supply the bulk water needed for
Platreef's construction and operations. Recycling locally treated water is a
cost-effective and sustainable approach to securing water for the mine's
production.

§ In conformance with South Africa's mining laws, the ownership structure at
the Platreef Project includes a 26% interest transferred to a B-BBEE special
purpose vehicle, comprised of 3% local non-managerial employees, 3% local
entrepreneurs and 20% in a trust established for the benefit of the 20
communities that surround the Platreef Project area (The Bonega Communities
Trust).

§ The site has secured options to use electricity generated from renewable
energy and liquefied natural gas, providing a reliable source of energy with
fewer carbon dioxide emissions than South Africa's coal-fired national
electrical grid.

o  The Platreef Streams provide certain corporate guarantees and security
over assets of the Platreef Project until certain conditions are met.

 

Kudz Ze Kayah Project (owned by BMC Minerals, the "Kudz Ze Kayah Streams")

§ Location: Located in the northern Pelly Mountains, 115 km southeast of the
Ross River in south central Yukon, Canada.

§ Streamed Metals: Under the Kudz Ze Kayah Streams and dependent on the
timing of deliveries, the Company will be entitled to purchase: staged
percentages of payable gold and payable silver ranging from 6.875% to 7.375%
until 330,000 oz of gold and 43,300,000 oz of silver are produced and
delivered, reducing to a range of 5.625% to 6.125% until a further 59,800 oz
of gold and 7,958,000 oz of silver are produced and delivered, further
reducing to a range of 5.000% to 5.500% until a further 270,200 oz of gold and
35,342,000 oz of silver are produced and delivered (for a total of 660,000 oz
of gold and 86,600,000 oz of silver), and thereafter ranging between 6.25% and
6.75%.

§ Production Profile(2): Life of mine annual attributable production is
forecast to average approximately 1,700 oz of gold and 230,000 oz of silver.

§ Production Payments: Wheaton will make ongoing payments for the gold and
silver ounces delivered equal to 20% of the spot gold and silver price.

 

Incremental Reserves and Resources(2):

o  The addition of the Kudz Ze Kayah gold stream will increase Wheaton's
total estimated Proven and Probable gold reserves by 0.05 Moz, Measured and
Indicated gold resources by 0.01 Moz, and Inferred gold resources by 0.002
Moz.

o  The addition of the Kudz Ze Kayah silver stream will increase Wheaton's
total estimated Proven and Probable silver reserves by 5.0 Moz, Measured and
Indicated silver resources by 1.4 Moz, and Inferred silver resources by 0.2
Moz.

§ Permitting Status:

o  The project received approval from the Yukon Environment and
Socio-economic Assessment Board ("YESAB") in June 2022. Two provincial permits
are outstanding being the water mining license and the quartz mining license.

o  Wheaton has agreed to pay to Orion an additional $5 million contingency
payment if certain conditions are achieved.

o  There is an ongoing lawsuit between the Kaska Nation and the governments
of Yukon and Canada over the government's decision to approve the
environmental and socio-economic assessment, with the Kaska Nation arguing the
governments did not reasonably consult with First Nations. The Yukon Supreme
Court heard the case in April 2023 and a judgment is expected by the end of
2023.

§ Other Considerations:

o  Under the existing Kudz Ze Kayah Stream, BMC Minerals has a buyback option
to repurchase 50% of the gold and silver streams for a period of 30 days after
June 22, 2026, for $36 million.

o  The Kudz Ze Kayah Streams provide certain corporate guarantees and
security over assets of the Kudz Ze Kayah Project until certain conditions are
met.

 

Curraghinalt Project (owned by Dalradian Gold Limited, the "Curraghinalt
Stream")

§ Location: Located approximately 115 km west of Belfast, in Northern
Ireland, United Kingdom.

§ Streamed Metal: Under the Curraghinalt Stream, Wheaton International will
purchase 3.05% of the payable gold until 125,000 oz of gold has been
delivered, at which point the stream will be reduced to 1.5% of the payable
gold production for life of mine.

§ Production Profile(2): Attributable production is forecast to average
approximately 4,400 oz of gold per year for the first ten years of production,
averaging approximately 3,200 oz of gold per year life of mine.

§ Production Payments: Wheaton International will make ongoing payments for
the gold ounces delivered equal to 18% of the spot price of gold until the
uncredited deposit is reduced to nil and 22% of the spot price of gold
thereafter.

§ Incremental Reserves and Resources(2): The addition of the Curraghinalt
stream will increase Wheaton's total estimated Proven and Probable gold
reserves by 0.08 Moz and Inferred gold resources by 0.07 Moz.

§ Other Considerations:

o  The Curraghinalt Project is in the final stages of the permitting process,
with the forecasted 2-year construction period anticipated to commence in
2025.

o  In the event of a change of control, Dalradian may purchase one-third of
the Curraghinalt stream from Wheaton until the earlier of January 1, 2027, or
first production.

o  Dalradian and certain of its subsidiaries will provide Wheaton
International with corporate guarantees and certain other security over their
assets.

o  Once the complete financing package has been finalized, the stream
percentages will be subject to increases in the event that the existing stream
held by Wheaton International is subordinated to debt.

o  Sustainability Considerations:

§ Dalradian has submitted a planning application detailing its approach to
environmental protection and providing benefits to the local community.

§ The Curraghinalt mine design features a reverse osmosis water treatment
plant, a dry stack tailings facility and a commitment to carbon neutrality
(supported by a supply of 100% renewable electricity). Dalradian expects to
hire 90% of its staff from the local area. This will be supported with an
investment of £15 million towards a training program over the initial three
years to assist local people to qualify for positions at the mine.

 

Financing the Transactions

As at September 30, 2023, the Company had approximately $834 million of cash
on hand, which when combined with the liquidity provided by the available
credit under the $2 billion revolving term loan and the strength of our
ongoing operating cash flows, positions the Company well to fund the
acquisition of the Platreef, Kudz Ze Kayah and Curraghinalt streams, as well
as all outstanding commitments and known contingencies, and provides
flexibility to acquire additional accretive mineral stream interests.

_____________________

(2) Please refer to the Attributable Mineral Reserves & Mineral Resources
table in this news release for full disclosure of reserves and resources
associated with Platreef, Kudz Ze Kayah and Curraghinalt, including
accompanying footnotes.

 

About Wheaton Precious Metals

Wheaton is the world's premier precious metals streaming company with the
highest-quality portfolio of long-life, low-cost assets. Its business model
offers investors commodity price leverage and exploration upside but with a
much lower risk profile than a traditional mining company. Wheaton delivers
amongst the highest cash operating margins in the mining industry, allowing it
to pay a competitive dividend and continue to grow through accretive
acquisitions. As a result, Wheaton has consistently outperformed gold and
silver, as well as other mining investments. Wheaton is committed to strong
ESG practices and giving back to the communities where Wheaton and its mining
partners operate. Wheaton creates sustainable value through streaming for all
of its stakeholders.

 

About Orion

Orion is an $8.2 billion (as of June 30, 2023) global asset management firm
that specializes in institutional investment strategies in precious and base
metals and minerals, many of which are currently leveraged to stimulus and
infrastructure spend and the push to decarbonize. Headquartered in NYC and
with offices in Denver, London, and Sydney, Orion includes a team of 80
professionals with backgrounds in metals finance, physical metals logistics
and sales, and in-house technical professionals responsible for risk
assessment and portfolio management. For more information visit
www.orionresourcepartners.com (http://www.orionresourcepartners.com)

 

Attributable Gold Mineral Reserves and Mineral Resources - Platreef Project

 

 Category   Tonnage Mt  Grade Au g/t  Contained Au Moz

 Proven     0.0         0.00          0.00
 Probable   69.8        0.30          0.67
 P&P        69.8        0.30          0.67
 Measured   0.0         0.00          0.00
 Indicated  7.9         0.26          0.07
 M&I        7.9         0.26          0.07
 Inferred   15.8        0.26          0.13

 

Attributable Platinum & Palladium Mineral Reserves and Mineral Resources -
Platreef Project

 Category   Tonnage  Grade           Contained
            Mt       Pt g/t  Pd g/t  Pt Moz  Pd Moz
 Proven     0.0      0.0     0.0     0.00    0.00
 Probable   5.5      1.9     2.0     0.34    0.35
 P&P        5.5      1.9     2.0     0.34    0.35
 Measured   0.0      0.0     0.0     0.00    0.00
 Indicated  0.3      1.5     1.5     0.01    0.01
 M&I        0.3      1.5     1.5     0.01    0.01
 Inferred   0.5      1.4     1.5     0.02    0.02

 

Notes on Platreef Project Mineral Reserves & Mineral Resources:

1.   All Mineral Reserves and Mineral Resources have been estimated in
accordance with the 2014 Canadian Institute of Mining, Metallurgy and
Petroleum (CIM) Standards for Mineral Resources and Mineral Reserves and
National Instrument 43-101 - Standards for Disclosure for Mineral Projects
("NI 43-101").

2.   Mineral Reserves and Mineral Resources are reported above in millions of
metric tonnes ("Mt"), grams per metric tonne ("g/t") and millions of ounces
("Moz").

3.   Qualified persons ("QPs"), as defined by the NI 43-101, for the
technical information contained in this document (including the Mineral
Reserve and Mineral Resource estimates) are:

a.   Neil Burns, M.Sc., P.Geo. (Vice President, Technical Services); and

b.   Ryan Ulansky, M.A.Sc., P.Eng. (Vice President, Engineering),

both employees of the Company (the "Company's QPs").

4.   The Mineral Resources reported in the above tables are exclusive of
Mineral Reserves. Ivanhoe report Mineral Resources inclusive of Mineral
Reserves.  The Company's QPs have made the exclusive Mineral Resource
estimates for the mine based on average mine recoveries and dilution.

5.   Mineral Resources, which are not Mineral Reserves, do not have
demonstrated economic viability.

6.   Platreef Project Mineral Reserves are reported as of January 26, 2022
and Mineral Resources as of January 28, 2022.

7.   Platreef Project Mineral Reserves are reported above declining NSR
cut-offs of between $155 and $80 per tonne assuming $1,600 per ounce platinum,
$815 per ounce palladium, $1,300 per ounce gold, $1,500 per ounce rhodium,
$8.90 per pound nickel and $3,00 per pound copper.

8.   Platreef Project Mineral Resources are reported above a 2.0 grams per
tonne 3PE + Au (platinum, palladium, rhodium and gold) cut-off.

9.   The Platreef PMPA provides that Ivanhoe will deliver gold equal to 62.5%
of the payable gold production until 218,750 ounces of gold are delivered and
50% until 428,300 ounces of gold are delivered, then 3.125% thereafter if
certain conditions are met, and 5.25% of the platinum and palladium until
350,000 ounces are delivered and 3.0% until 485,115 ounces are delivered, then
0.1% thereafter if certain conditions are met. Attributable gold reserves and
resources have been calculated on the 62.5% / 50% / 3.125% basis and
attributable platinum and palladium on the 5.25% / 3.0% / 0.1% basis.

 

Attributable Gold and Silver Mineral Reserves and Mineral Resources - Kudz Ze
Kayah Project

 

 Category   Tonnage  Grade           Contained
            Mt       Au g/t  Ag g/t  Au Moz  Ag Moz
 Proven     0.0      0.00    0.0     0.00    0.0
 Probable   1.1      1.32    137.5   0.05    5.0
 P&P        1.1      1.32    137.5   0.05    5.0
 Measured   0.0      0.00    0.0     0.00    0.0
 Indicated  0.2      1.64    186.4   0.01    1.4
 M&I        0.2      1.64    186.4   0.01    1.4
 Inferred   0.04     1.18    143.4   0.002   0.2

 

 

Notes on Kudz Ze Kayah Project Mineral Reserves & Mineral Resources:

1.   All Mineral Reserves and Mineral Resources have been estimated in
accordance with the 2014 Canadian Institute of Mining, Metallurgy and
Petroleum (CIM) Standards for Mineral Resources and Mineral Reserves and
National Instrument 43-101 - Standards for Disclosure for Mineral Projects
("NI 43-101").

2.   Mineral Reserves and Mineral Resources are reported above in millions of
metric tonnes ("Mt"), grams per metric tonne ("g/t") and millions of ounces
("Moz").

3.   Qualified persons ("QPs"), as defined by the NI 43-101, for the
technical information contained in this document (including the Mineral
Reserve and Mineral Resource estimates) are:

a.   Neil Burns, M.Sc., P.Geo. (Vice President, Technical Services); and

b.   Ryan Ulansky, M.A.Sc., P.Eng. (Vice President, Engineering),

both employees of the Company (the "Company's QPs").

4.   The Mineral Resources reported in the above tables are exclusive of
Mineral Reserves. BMC report Mineral Resources inclusive of Mineral Reserves.
 The Company's QPs have made the exclusive Mineral Resource estimates for the
mine based on average mine recoveries and dilution.

5.   Mineral Resources, which are not Mineral Reserves, do not have
demonstrated economic viability.

6.   Kudz Ze Kayah Project Mineral Reserves are reported as of June 30, 2019
and Mineral Resources as of May 31, 2017.

7.   Kudz Ze Kayah Project Mineral Reserves are reported above an NSR cut-off
of CAD$29.30 per tonne for open pit and CAD$173.23 per tonne for underground.

8.   Kudz Ze Kayah Project Mineral Resources are reported above an NSR
cut-off of CAD$25 per tonne for open pit and CAD$95 per tonne for underground.

9.   The Kudz Ze Kayah PMPA provides that BMC will deliver gold and silver at
a range of percentages. The Company has assumed a later production start with
gold and silver equal to 7.375% of the payable production until 24,338 ounces
of gold and 3,193,375 ounces of silver are delivered, then 6.125% until 28,000
ounces of gold and 3,680,803 ounces of silver are delivered, then 5.5% until
42,861 ounces of gold and 5,624,613 ounces of silver are delivered and 6.75%
thereafter for the life of the mine.   Attributable gold and silver reserves
and resources have been calculated on the 7.375% / 6.125% / 5.5% / 6.75%
basis.

 

 

 

 

Attributable Gold Mineral Reserves and Mineral Resources - Curraghinalt
Project

 

 Category  Tonnage  Grade   Contained
           Mt       Au g/t  Au Moz
 Proven    0.002    9.14    0.001
 Probable  0.37     6.43    0.08
 P&P       0.37     6.45    0.08
 Inferred  0.19     12.24   0.07

 

Notes on Curraghinalt Project Mineral Reserves & Mineral Resources:

1.   All Mineral Reserves and Mineral Resources have been estimated in
accordance with the 2014 Canadian Institute of Mining, Metallurgy and
Petroleum (CIM) Standards for Mineral Resources and Mineral Reserves and
National Instrument 43-101 - Standards for Disclosure for Mineral Projects
("NI 43-101").

2.   Mineral Reserves and Mineral Resources are reported above in millions of
metric tonnes ("Mt"), grams per metric tonne ("g/t") and millions of ounces
("Moz").

3.   Qualified persons ("QPs"), as defined by the NI 43-101, for the
technical information contained in this document (including the Mineral
Reserve and Mineral Resource estimates) are:

a.   Neil Burns, M.Sc., P.Geo. (Vice President, Technical Services); and

b.   Ryan Ulansky, M.A.Sc., P.Eng. (Vice President, Engineering),

both employees of the Company (the "Company's QPs").

4.   The Mineral Resources reported in the above tables are exclusive of
Mineral Reserves. Dalradian report Mineral Resources inclusive of Mineral
Reserves.  The Company's QPs have made the exclusive Mineral Resource
estimates for the mine based on average mine recoveries and dilution.

5.   Mineral Resources, which are not Mineral Reserves, do not have
demonstrated economic viability.

6.   Curraghinalt Project Mineral Reserves are reported as of February 25,
2022 and Mineral Resources as of May 10, 2018.

7.   Curraghinalt Project Mineral Reserves are reported above a 3.0 grams per
tonne gold cut-off.

8.   Curraghinalt Project Mineral Resources are reported above a 5.0 grams
per tonne gold cut-off.

9.   The Curraghinalt PMPA provides that Dalradian will deliver gold equal to
3.05% of the payable gold production until 125,000 ounces of gold are
delivered and 1.5% thereafter for the life of the mine.  Attributable gold
reserves and resources have been calculated on the 3.05% / 1.5% basis.

 

Neil Burns, P.Geo., Vice President, Technical Services for Wheaton Precious
Metals and Ryan Ulansky, P.Eng., Vice President, Engineering, are a "qualified
person" as such term is defined under National Instrument 43-101, and have
reviewed and approved the technical information disclosed in this news release
(specifically Mr. Burns has reviewed mineral resource estimates and Mr.
Ulansky has reviewed the mineral reserve estimates).

 

 

For further information:

 

Investor Contact

Emma Murray

Vice President, Investor Relations

Tel: 1-844-288-9878

Email: info@wheatonpm.com (mailto:info@wheatonpm.com)

 

Media Contact

Simona Antolak

Vice President, Communications & Corporate Affairs

Tel: 604-639-9870

Email: simona.antolak@wheatonpm.com (mailto:simona.antolak@wheatonpm.com)

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

 

This press release contains "forward-looking statements" within the meaning of
the United States Private Securities Litigation Reform Act of 1995 and
"forward-looking information" within the meaning of applicable Canadian
securities legislation concerning the business, operations and financial
performance of Wheaton and, in some instances, the business, mining operations
and performance of Wheaton's PMPA counterparties. Forward-looking statements,
which are all statements other than statements of historical fact, include,
but are not limited to, statements with respect to payments by Wheaton and
Wheaton International of a total of up to $455 million to Orion and the
satisfaction of each party's obligations in accordance with the acquisition of
the Platreef Streams and Kudz Ze Kayah Streams, statements with respect to
payments by Wheaton International of a total of $75 million and the
satisfaction of each party's obligations in accordance with the Curraghinalt
Stream, the receipt by Wheaton International of gold, platinum and palladium
production in respect of the Platreef Streams, the receipt by Wheaton of gold
and silver production in respect of the Kudz Ze Kayah Streams, the receipt by
Wheaton International of gold production in respect of the Curraghinalt
Stream, the future price of commodities, the estimation of future production
from Mining Operations (including in the estimation of production, mill
throughput, grades, recoveries and exploration potential), the estimation of
mineral reserves and mineral resources (including the estimation of reserve
conversion rates) and the realization of such estimations, the commencement,
timing and achievement of construction, expansion or improvement projects by
Wheaton's PMPA counterparties at mineral stream interests owned by Wheaton
(the "Mining Operations"), the payment of upfront cash consideration to
counterparties under PMPAs, the satisfaction of each party's obligations in
accordance with PMPAs and royalty arrangements and the receipt by the Company
of precious metals and cobalt production in respect of the applicable Mining
Operations under PMPAs or other payments under royalty arrangements, the
ability of Wheaton's PMPA counterparties to comply with the terms of a PMPA
(including as a result of the business, mining operations and performance of
Wheaton's PMPA counterparties) and the potential impacts of such on Wheaton,
future payments by the Company in accordance with PMPAs, the costs of future
production, the estimation of produced but not yet delivered ounces, the
impact of epidemics (including the COVID-19 virus pandemic), including the
potential heightening of other risks, future sales of common shares under the
ATM program, continued listing of the Company's common shares, any statements
as to future dividends, the ability to fund outstanding commitments and the
ability to continue to acquire accretive PMPAs, including any acceleration of
payments, projected increases to Wheaton's production and cash flow profile,
projected changes to Wheaton's production mix, the ability of Wheaton's PMPA
counterparties to comply with the terms of any other obligations under
agreements with the Company, the ability to sell precious metals and cobalt
production, confidence in the Company's business structure, the Company's
assessment of taxes payable and the impact of the CRA Settlement, possible
domestic audits for taxation years subsequent to 2016 and international
audits, the Company's assessment of the impact of any tax reassessments, the
Company's intention to file future tax returns in a manner consistent with the
CRA Settlement, the Company's climate change and environmental commitments,
and assessments of the impact and resolution of various legal and tax matters,
including but not limited to audits. Generally, these forward-looking
statements can be identified by the use of forward-looking terminology such as
"plans", "expects" or "does not expect", "is expected", "budget", "scheduled",
"estimates", "forecasts", "projects", "intends", "anticipates" or "does not
anticipate", or "believes", "potential", or variations of such words and
phrases or statements that certain actions, events or results "may", "could",
"would", "might" or "will be taken", "occur" or "be achieved". Forward-looking
statements are subject to known and unknown risks, uncertainties and other
factors that may cause the actual results, level of activity, performance or
achievements of Wheaton to be materially different from those expressed or
implied by such forward-looking statements, including but not limited to risks
relating to the satisfaction of each party's obligations in accordance with
the terms of the acquisition of the Platreef Streams and Kudz Ze Kayah
Streams, risks relating to the satisfaction of each party's obligations in
accordance with the terms of the Curraghinalt Stream, risks associated with
fluctuations in the price of commodities (including Wheaton's ability to sell
its precious metals or cobalt production at acceptable prices or at all),
risks related to the Mining Operations (including fluctuations in the price of
the primary or other commodities mined at such operations, regulatory,
political and other risks of the jurisdictions in which the Mining Operations
are located, actual results of mining, risks associated with the exploration,
development, operating, expansion and improvement of the Mining Operations,
environmental and economic risks of the Mining Operations, and changes in
project parameters as plans continue to be refined), the absence of control
over the Mining Operations and having to rely on the accuracy of the public
disclosure and other information Wheaton receives from the Mining Operations,
uncertainty in the estimation of production from Mining Operations,
uncertainty in the accuracy of mineral reserve and mineral resource
estimation, risks of significant impacts on Wheaton or the Mining Operations
as a result of an epidemic (including the COVID-19 virus pandemic), the
ability of each party to satisfy their obligations in accordance with the
terms of the PMPAs, the estimation of future production from Mining
Operations, Wheaton's interpretation of, compliance with or application of,
tax laws and regulations or accounting policies and rules being found to be
incorrect, any challenge or reassessment by the CRA of the Company's tax
filings being successful and the potential negative impact to the Company's
previous and future tax filings, assessing the impact of the CRA Settlement
(including whether there will be any material change in the Company's facts or
change in law or jurisprudence), potential implementation of a 15% global
minimum tax, counterparty credit and liquidity, mine operator concentration,
indebtedness and guarantees, hedging, competition, claims and legal
proceedings against Wheaton or the Mining Operations, security over underlying
assets, governmental regulations, international operations of Wheaton and the
Mining Operations, exploration, development, operations, expansions and
improvements at the Mining Operations, environmental regulations, climate
change, Wheaton and the Mining Operations ability to obtain and maintain
necessary licenses, permits, approvals and rulings, Wheaton and the Mining
Operations ability to comply with applicable laws, regulations and permitting
requirements, lack of suitable supplies, infrastructure and employees to
support the Mining Operations, inability to replace and expand mineral
reserves, including anticipated timing of the commencement of production by
certain Mining Operations (including increases in production, estimated grades
and recoveries), uncertainties of title and indigenous rights with respect to
the Mining Operations, environmental, social and governance matters, Wheaton
and the Mining Operations ability to obtain adequate financing, the Mining
Operations ability to complete permitting, construction, development and
expansion, global financial conditions, Wheaton's acquisition strategy and
other risks discussed in the section entitled "Description of the Business -
Risk Factors" in Wheaton's Annual Information Form available on SEDAR+ at
www.sedarplus.ca (http://www.sedarplus.ca) and Wheaton's Form 40-F for the
year ended December 31, 2022 on file with the U.S. Securities and Exchange
Commission on EDGAR (the "Disclosure"). Forward-looking statements are based
on assumptions management currently believes to be reasonable, including
(without limitation): the payments by Wheaton and Wheaton International of up
to a total of $455 million to Orion and the satisfaction of each party's
obligations in accordance with the acquisition of the Platreef Streams and
Kudz Ze Kayah Streams, the payment by Wheaton International of a total of $75
million and the satisfaction of each party's obligations in accordance with
the Curraghinalt Stream, that there will be no material adverse change in the
market price of commodities, that the Mining Operations will continue to
operate and the mining projects will be completed in accordance with public
statements and achieve their stated production estimates, that the mineral
reserves and mineral resource estimates from Mining Operations (including
reserve conversion rates) are accurate, that each party will satisfy their
obligations in accordance with the PMPAs, that Wheaton will continue to be
able to fund or obtain funding for outstanding commitments, that Wheaton will
be able to source and obtain accretive PMPAs, that neither Wheaton nor the
Mining Operations will suffer significant impacts as a result of an epidemic
(including the COVID-19 virus pandemic), that any outbreak or threat of an
outbreak of a virus or other contagions or epidemic disease will be adequately
responded to locally, nationally, regionally and internationally, without such
response requiring any prolonged closure of the Mining Operations or having
other material adverse effects on the Company and counterparties to its PMPAs,
that the trading of the Company's common shares will not be adversely affected
by the differences in liquidity, settlement and clearing systems as a result
of multiple listings of the Common Shares on the LSE, the TSX and the NYSE,
that the trading of the Company's common shares will not be suspended, and
that the net proceeds of sales of common shares, if any, will be used as
anticipated, that expectations regarding the resolution of legal and tax
matters will be achieved (including ongoing CRA audits involving the Company),
that Wheaton has properly considered the interpretation and application of
Canadian tax law to its structure and operations, that Wheaton has filed its
tax returns and paid applicable taxes in compliance with Canadian tax law,
that Wheaton's application of the CRA Settlement is accurate (including the
Company's assessment that there will be no material change in the Company's
facts or change in law or jurisprudence), and such other assumptions and
factors as set out in the Disclosure. There can be no assurance that
forward-looking statements will prove to be accurate and even if events or
results described in the forward-looking statements are realized or
substantially realized, there can be no assurance that they will have the
expected consequences to, or effects on, Wheaton. Readers should not place
undue reliance on forward-looking statements and are cautioned that actual
outcomes may vary. The forward-looking statements included herein are for the
purpose of providing readers with information to assist them in understanding
Wheaton's expected financial and operational performance and may not be
appropriate for other purposes. Any forward-looking statement speaks only as
of the date on which it is made, reflects Wheaton's management's current
beliefs based on current information and will not be updated except in
accordance with applicable securities laws. Although Wheaton has attempted to
identify important factors that could cause actual results, level of activity,
performance or achievements to differ materially from those contained in
forward‑looking statements, there may be other factors that cause results,
level of activity, performance or achievements not to be as anticipated,
estimated or intended.

 

Cautionary Language Regarding Reserves And Resources

 

For further information on Mineral Reserves and Mineral Resources and on
Wheaton more generally, readers should refer to Wheaton's Annual Information
Form for the year ended December 31, 2022, which was filed on March 31, 2023
and other continuous disclosure documents filed by Wheaton since January 1,
2023, available on SEDAR+ at www.sedarplus.ca (http://www.sedarplus.ca) .
Wheaton's Mineral Reserves and Mineral Resources are subject to the
qualifications and notes set forth therein. Mineral Resources which are not
Mineral Reserves do not have demonstrated economic viability.

 

Cautionary Note to United States Investors Concerning Estimates of Measured,
Indicated and Inferred Resources: The information contained herein has been
prepared in accordance with the requirements of the securities laws in effect
in Canada, which differ from the requirements of United States securities
laws. The Company reports information regarding mineral properties,
mineralization and estimates of mineral reserves and mineral resources in
accordance with Canadian reporting requirements which are governed by, and
utilize definitions required by,  Canadian National Instrument 43-101 -
Standards of Disclosure for Mineral Projects ("NI 43-101") and the Canadian
Institute of Mining, Metallurgy and Petroleum (the "CIM") - CIM Definition
Standards on Mineral Resources and Mineral Reserves, adopted by the CIM
Council, as amended (the "CIM Standards"). These definitions differ from the
definitions adopted by the United States Securities and Exchange Commission
("SEC") under the United States Securities Act of 1933, as amended (the
"Securities Act") which are applicable to U.S. companies. Accordingly, there
is no assurance any mineral reserves or mineral resources that the Company may
report as "proven mineral reserves", "probable mineral reserves", "measured
mineral resources", "indicated mineral resources" and "inferred mineral
resources" under NI 43-101 would be the same had the Company prepared the
reserve or resource estimates under the standards adopted by the SEC.
Information contained herein that describes Wheaton's mineral deposits may not
be comparable to similar information made public by U.S. companies subject to
reporting and disclosure requirements under the United States federal
securities laws and the rules and regulations thereunder. United States
investors are urged to consider closely the disclosure in Wheaton's Form 40-F,
a copy of which may be obtained from Wheaton or from
https://www.sec.gov/edgar.shtml (https://www.sec.gov/edgar.shtml) .

 

 

 1  (#_ftnref1) Under the existing Platreef Project gold stream agreement,
Sandstorm Gold Ltd. (formerly Nomad Royalty Ltd.) ("Sandstorm") is entitled to
purchase 37.5% of payable gold. The decrease in the percentage of payable
metal that Wheaton International will be entitled to purchase is conditional
on delivery of the total amount of payable metal to all purchasers (Wheaton
International and Sandstorm combined). The values listed under 'Streamed
Metal' pertain only to Wheaton International's share of the payable gold.

 

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